Company Continues to Advance Its Strategic Growth Initiatives
Strategic Transaction Discussions Continue for Product and IP
Licensing Businesses
SAN JOSE, Calif.--(BUSINESS WIRE)--
TiVo Corporation (NASDAQ: TIVO) today reported financial results for the
fourth quarter and for the full year ended December 31, 2018.
“In the quarter, we continued to advance our strategic goals, focusing
on our five pillars for growth along with a continued focus on
profitability. Further, at CES, we demonstrated, to select partners, a
unique entertainment discovery experience for the internet age and
received very promising feedback. We plan to launch this product in the
second half of 2019. On the IP front, we continue to expand our
licensing, particularly in international markets,” said Raghu Rau,
Interim President and Chief Executive Officer. “We are very excited
about the prospects for our long-term growth strategy.”
UPDATE ON STRATEGIC ALTERNATIVES TO MAXIMIZE VALUE FOR SHAREHOLDERS
We continue to make progress with our review of strategic alternatives
and are still in ongoing discussions regarding potential strategic
options or transactions for each of our Product and IP Licensing
businesses. Due to the unique nature of our Product and IP Licensing
businesses, this process is taking longer than we hoped.
We have proactively begun working internally on preparing for the
possible separation of the two businesses to help address some of the
complexities and potentially facilitate strategic transactions. The
Board and management team continue to be thoughtful about the outcome
that can best drive shareholder value for TiVo. We look forward to
providing additional information by our first quarter earnings call.
BUSINESS OUTLOOK
TiVo’s management and Board are still conducting an in-depth review of
its businesses, cost structure and strategic options to maximize
shareholder value. Due to the broad range of potential outcomes, the
Company is not currently providing financial estimates.
CAPITAL ALLOCATION
On February 21, 2019, TiVo’s Board of Directors declared a cash dividend
of $0.18 per common share, to be paid on March 26, 2019 to stockholders
of record as of the close of business on March 12, 2019.
CURRENT PERIOD FINANCIAL RESULTS
As discussed in detail during previous earnings calls, the Company
adopted Accounting Standards Update No. 2014-09, Revenue from
Contracts with Customers, which superseded the previous revenue
recognition requirements on January 1, 2018 using the modified
retrospective transition approach. The Company’s results for 2017 are
reported under the prior standard and results for 2018 are reported
under the new standard. While there is no change in either the nature of
our business operations or our cash flows, revenue recognition in 2018
is considerably different than in 2017. For instance, in the fourth
quarter of 2018, TiVo recognized approximately $0.8 million less in
revenue than it would have under the previous requirements.
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FOURTH QUARTER 2018 FINANCIAL HIGHLIGHTS
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Quarterly Financial Information
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(In thousands)
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Three Months Ended December 31,
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2018
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2017
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% Change
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GAAP Consolidated Results
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Total Revenues, net
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$
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168,459
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$
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214,236
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(21
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)%
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Goodwill impairment
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269,000
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—
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N/a
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Total costs and expenses (including goodwill impairment)
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441,943
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211,292
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109
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%
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Operating (loss) income
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(273,484
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)
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2,944
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(9,390
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)%
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Loss from continuing operations before income taxes
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(287,442
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)
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(5,656
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)
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4,982
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%
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(Loss) income from continuing operations, net of tax
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(288,189
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)
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18,439
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(1,663
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)%
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GAAP Diluted weighted average shares outstanding
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123,802
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122,362
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Total Revenues, net
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$
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168,459
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$
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214,236
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(21
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)%
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Legacy TiVo Solutions IP Licenses
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—
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(25,847
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)
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(100
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)%
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Hardware
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(3,824
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)
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(7,694
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)
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(50
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)%
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Other Products
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(3,660
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)
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(689
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)
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431
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%
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Core Revenue (excludes revenue from Legacy TiVo Solutions IP
Licenses, Hardware and Other Products)
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$
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160,975
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$
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180,006
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(11
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)%
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Total Revenues, net and Core Revenue include $7.3 million and $19.6
million of revenue from out-of-license settlements in Q4 2018 and Q4
2017, respectively. Total Revenues, net and Core Revenue decreased $0.8
million as a result of adopting the amended revenue recognition guidance
on January 1, 2018. The increase in Total costs and expenses is the
result of a $269.0 million Goodwill impairment charge for our Product
reporting unit, which was partially offset by lower Amortization of
intangible assets, the Company’s continuing cost reduction efforts and a
reduction in hardware COGS as a result of the planned transition of our
MSO partners and retail customers to deploying the TiVo service on
third-party hardware.
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(In thousands)
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Three Months Ended December 31,
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2018
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2017
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% Change
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Non-GAAP Consolidated Results
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Adjusted EBITDA
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$
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42,141
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$
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74,567
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(43
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)%
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Non-GAAP Pre-tax Income
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30,151
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60,309
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(50
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)%
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Cash Taxes
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3,519
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1,318
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167
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%
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Non-GAAP Diluted Weighted Average Shares Outstanding
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124,338
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122,362
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Adjusted EBITDA, Non-GAAP Pre-tax Income, Non-GAAP Diluted Weighted
Average Shares Outstanding and Cash Taxes are defined below in the
section entitled “Non-GAAP Financial Information.” Reconciliations
between GAAP and Non-GAAP amounts are provided in the tables below. In
accordance with the SEC’s interpretations on the use of Non-GAAP
financial measures, TiVo does not report net income or EPS on a non-GAAP
basis; however, TiVo provides financial metrics, including Non-GAAP
Pre-tax Income, Non-GAAP Diluted Weighted Average Shares Outstanding and
Cash Taxes, to assist those wanting to calculate such measures on a
Non-GAAP basis.
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SEGMENT RESULTS AND OPERATING HIGHLIGHTS - PRODUCT
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(In thousands)
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Three Months Ended December 31,
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2018
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2017
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% Change
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Platform Solutions
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$
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74,519
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$
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80,606
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(8
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)%
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Software and Services
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18,300
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19,225
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(5
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)%
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Other
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3,660
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689
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431
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%
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Total Product Revenue, net
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96,479
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100,520
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(4
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)%
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Adjusted Operating Expenses
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83,440
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96,793
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(14
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)%
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Adjusted EBITDA
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$
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13,039
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|
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$
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3,727
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|
250
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%
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Adjusted EBITDA Margin
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13.5
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%
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|
3.7
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%
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|
|
|
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Total Product Revenue, net
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$
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96,479
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$
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100,520
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(4
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)%
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Hardware
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(3,824
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)
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(7,694
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)
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(50
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)%
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Other Products
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(3,660
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)
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(689
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)
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431
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%
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Core Product Revenue (excludes revenue from Hardware and Other
Products)
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$
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88,995
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$
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92,137
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(3
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)%
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The $6.1 million decrease in Platform Solutions revenue was largely
attributable to a $3.9 million decrease in Hardware revenue, as a result
of the planned transition of our MSO partners and retail customers to
deploying the TiVo service on third-party hardware, a $2.2 million
decrease in revenue from the Company's classic guide products and a $1.3
million decrease in revenue as a result of adopting the amended revenue
recognition guidance on January 1, 2018; partially offset by an increase
in revenue from TiVo MSO customers. Hardware revenue is expected to
continue to decline due to the planned transition to deploying the TiVo
service on third-party hardware. Revenues from classic guide products
are expected to decline in the future as a result of customer churn and
conversions to newer guide products, such as TiVo’s MSO guide product.
Other revenue primarily consists of ACP revenue, which, while up in
comparison to the same quarter a year ago, is expected to continue its
decline in the future.
The decrease in Adjusted Operating Expenses primarily relates to a $5.6
million decrease in the Cost of hardware revenues and benefits from cost
savings initiatives, partially offset by an increase in compensation
costs.
The increase in Adjusted EBITDA Margin primarily relates to a shift in
the Product business mix toward higher margin products as hardware
becomes a smaller portion of the Product business as a result of the
planned transition of our MSO partners and retail customers to deploying
the TiVo service on third-party hardware and benefits from cost savings
initiatives, partially offset by the effects of adopting the amended
revenue recognition standard.
Product Segment Operating Highlights:
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Approximately 22 million subscriber households around the world use
TiVo's advanced television experiences.
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izzi Telecom will expand deployment of TiVo’s Passport Guide for
set-top boxes to its operations in Mexico City and Monterrey, and add
TiVo Video metadata, which together provide a high-quality and
intuitive user experience.
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TiVo once again provided its retail subscribers with the innovative
solution to go back and re-watch the Super Bowl, and to use their SKIP
feature to skip the game and jump straight to the commercials. Over
20% more customers recorded the game this year compared to last year,
the first year Game Skip was offered.
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Minerva Networks, an IPTV industry pioneer and the leading supplier of
service management infrastructure for the delivery of pay-TV services,
will use TiVo as the primary metadata provider for their new cloud
service delivery platform, Minerva YourTV Now.
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A leading social network signed a 2-year agreement to use TiVo’s video
metadata including trending scores and viewers ratings.
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TikiLIVE, an over-the-top (OTT) and IPTV platform development and
cloud hosting company that deploys enterprise solutions, has extended
its license agreements for TiVo Video Metadata and standardized on
TiVo as a one-stop-shop service for all its metadata requirements.
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Sky Mexico, a leading provider of subscription television services
in Mexico, Central America and the Dominican Republic, has signed a
new metadata deal to use TiVo as the primary metadata provider for its
next-generation platform.
-
Verizon extended a multi-year agreement to have access to the latest
version of TiVo’s Personalized Content Discovery Platform
conversation, search and recommendations services across set-top
boxes, websites and popular streaming devices, bringing forth a more
personal entertainment experience for its customers.
-
Launched TiVo’s first campaign with a major broadcaster using the new
personalized advertising product, Sponsored Discovery, delivering a
142% increase in tune-in to the new show for those who saw the ad.
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TiVo’s unique voice users grew 54%, from 2.4 million at the end of Q3
to 3.7 million unique users at the end of Q4. Additionally, quarterly
queries grew by 93%, from 123 million queries in Q3 to 238 million in
Q4.
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TiVo’s Targeted Audience Delivery (TAD), the platform that creates
segments of TV viewers from its TV return path data, had revenue
growth of 117% compared to the previous quarter.
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TiVo’s Targeted Audience Delivery (TAD) was adopted by additional
customers in the TV and digital advertising industry:
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Cross Screen Media, a marketing analytics and software company,
licensed TAD data to optimize the impact of campaigns across
screens for its clients.
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TVSquared, the worldwide leader in TV attribution, licensed TAD
data to measure and optimize the impact of campaigns across
screens for its clients.
-
Simulmedia, a data-driven TV advertising company, licensed TAD
data to improve the targeting and performance of its TV campaigns.
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SEGMENT RESULTS AND OPERATING HIGHLIGHTS - IP LICENSING
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(In thousands)
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|
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Three Months Ended December 31,
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|
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|
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2018
|
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2017
|
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% Change
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US Pay TV Providers
|
|
$
|
42,348
|
|
|
$
|
83,608
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(49
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)%
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CE Manufacturers
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8,890
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|
12,923
|
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(31
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)%
|
|
New Media, International Pay TV Providers and Other
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|
20,742
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|
|
17,185
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|
21
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%
|
|
Total IP Licensing Revenue, net
|
|
71,980
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|
|
113,716
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|
|
(37
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)%
|
|
Adjusted Operating Expenses
|
|
25,742
|
|
|
27,812
|
|
|
(7
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)%
|
|
Adjusted EBITDA
|
|
$
|
46,238
|
|
|
$
|
85,904
|
|
|
(46
|
)%
|
|
Adjusted EBITDA Margin
|
|
64.2
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%
|
|
75.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
Total IP Licensing Revenue, net
|
|
$
|
71,980
|
|
|
$
|
113,716
|
|
|
(37
|
)%
|
|
Legacy TiVo Solutions IP Licenses
|
|
—
|
|
|
(25,847
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)
|
|
(100
|
)%
|
|
Core Intellectual Property Licensing Revenue (excludes revenue from
Legacy TiVo Solutions IP Licenses)
|
|
$
|
71,980
|
|
|
$
|
87,869
|
|
|
(18
|
)%
|
|
|
|
|
|
|
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|
|
|
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|
|
Intellectual Property Licensing revenue decreased 37% in the fourth
quarter. The decline in revenue from US Pay TV Providers is primarily
due to a $25.8 million decrease in revenue from TiVo Solutions
agreements entered into prior to the TiVo Acquisition Date (the Time
Warp patent agreements) as a result of the expiration of these contracts
and a $17.1 million decrease in revenue from catch-up payments intended
to make us whole for the pre-license period of use. The decrease in
revenue from CE Manufacturers was primarily attributable to a customer
being out-of-license in 2018 and a decrease in catch-up payments
intended to make us whole for the pre-license period. We anticipate this
customer will eventually execute a new license. The increase in revenue
from New Media, International Pay TV Providers and Other was primarily
attributable to a $5.7 million increase in catch-up payments intended to
make us whole for the pre-license period.
The decrease in Adjusted Operating Expenses relates to benefits from
cost savings initiatives.
The decrease in Adjusted EBITDA Margin is primarily the result of a
decrease in Intellectual Property Licensing revenue, partially offset by
benefits from cost savings initiatives.
Intellectual Property Licensing Segment Operating Highlights:
-
Samsung has renewed a global multi-year patent license agreement for
the use of Rovi’s video discovery patents and technologies across
Samsung’s smartphone and tablet devices.
-
Minerva Networks entered into a multi-year intellectual property (IP)
license renewal.
-
TikiLIVE has extended its intellectual property (IP) license agreement.
CONFERENCE CALL INFORMATION
TiVo management will host a conference call today, February 26, 2019, at
2:00 p.m. PT/5:00 p.m. ET to discuss the financial and operational
results. Investors and analysts interested in participating in the
conference are welcome to call (866) 621-1214 (or international
+1-706-643-4013) and reference conference ID 8197906. The conference
call may also be accessed via live webcast in the Investor Relations
section of TiVo’s website at http://ir.tivo.com.
A replay of the audio webcast will be available on TiVo’s website
shortly after the live call ends, and we currently plan for it to remain
on TiVo’s website until the next quarterly earnings call. Additionally,
a telephonic replay of the call may be accessible shortly after the live
call ends through March 5, 2019 by dialing (855) 859-2056 (or
international +1-404-537-3406) and entering conference ID 8197906.
NON-GAAP FINANCIAL INFORMATION
TiVo Corporation provides Non-GAAP information to assist investors in
assessing its operations in the way that its management evaluates those
operations. Non-GAAP Pre-Tax Income, Non-GAAP Cost of Licensing,
Services and Software Revenues, Non-GAAP Cost of Hardware Revenues,
Non-GAAP Research and Development Expenses, Non-GAAP Selling, General
and Administrative Expenses, Non-GAAP Depreciation, Non-GAAP Total OpEx
Excluding Goodwill Impairment, Non-GAAP Total OpEx, Non-GAAP Total COGS
and OpEx, Adjusted EBITDA and Non-GAAP Interest Expense are supplemental
measures of the Company's performance that are not required by, and are
not determined in accordance with, GAAP. Non-GAAP financial information
is not a substitute for any financial measure determined in accordance
with GAAP.
Non-GAAP Pre-tax Income is defined as GAAP income (loss) from continuing
operations before income taxes, as adjusted for the effects of items
such as amortization of intangible assets, equity-based compensation,
accretion of contingent consideration, amortization or write-off of note
issuance costs and discounts on convertible debt and mark-to-market
adjustments for interest rate swaps; as well as items which impact
comparability that are required to be recorded under GAAP, but that the
Company believes are not indicative of its core operating results such
as restructuring and asset impairment charges, goodwill impairment,
transaction, transition and integration costs, retention earn-outs
payable to former shareholders of acquired businesses, earn-out
settlements, CEO transition cash costs, remeasurement of contingent
consideration, TiVo acquisition litigation, expenses in connection with
the extinguishment or modification of debt, gain on settlement of
acquired receivable, additional depreciation resulting from facility
rationalization actions, other-than temporary impairment losses on
strategic investments, gains on the sale of strategic investments and
changes in franchise tax reserves.
Non-GAAP Cost of Licensing, Services and Software Revenues is defined as
GAAP Cost of licensing, services and software revenues, excluding
depreciation and amortization of intangible assets, excluding
equity-based compensation and transaction, transition and integration
expenses.
Non-GAAP Cost of Hardware Revenues is defined as GAAP Cost of hardware
revenues, excluding depreciation and amortization of intangible assets,
excluding transition and integration expenses.
Non-GAAP Research and Development Expenses is defined as GAAP research
and development expenses excluding equity-based compensation, transition
and integration expenses and retention earn-outs payable to former
shareholders of acquired businesses.
Non-GAAP Selling, General and Administrative Expenses is defined as GAAP
selling, general and administrative expenses excluding equity-based
compensation, transaction, transition and integration expenses,
retention earn-outs payable to former shareholders of acquired
businesses, earn-out settlements, CEO transition cash costs,
remeasurement of contingent consideration, gain on settlement of
acquired receivable and changes in franchise tax reserves. Included in
transition costs in the second quarter of 2018 was a $4.5 million loss
associated with a legacy TiVo Solutions legal matter for which a
settlement was agreed to in the third quarter of 2018.
Non-GAAP Depreciation is defined as GAAP depreciation expenses excluding
the impact of additional depreciation resulting from changes in the
estimated useful lives of assets involved in facility rationalization
actions.
Non-GAAP Total OpEx Excluding Goodwill Impairment is defined as GAAP
Total Operating costs and expenses excluding goodwill impairment.
Non-GAAP Total OpEx is defined as the sum of GAAP research and
development and selling, general and administrative expenses,
depreciation and gain on sale of patents excluding equity-based
compensation, transaction, transition and integration expenses,
retention earn-outs payable to former shareholders of acquired
businesses, earnout settlements, CEO transition cash costs,
remeasurement of contingent consideration, gain on settlement of
acquired receivable, additional depreciation resulting from facility
rationalization actions and changes in franchise tax reserves.
Non-GAAP Total COGS and OpEx is defined as GAAP Total Operating costs
and expenses, excluding amortization of intangible assets, restructuring
and asset impairment charges, goodwill impairment, equity-based
compensation, transaction, transition and integration expenses,
retention earn-outs payable to former shareholders of acquired
businesses, earnout settlements, CEO transition cash costs,
remeasurement of contingent consideration, gain on settlement of
acquired receivable, depreciation and changes in franchise tax reserves.
Adjusted EBITDA is defined as GAAP operating income (loss) excluding
depreciation, amortization of intangible assets, restructuring and asset
impairment charges, goodwill impairment, equity-based compensation,
transaction, transition and integration costs, retention earn-outs
payable to former shareholders of acquired businesses, earn-out
settlements, CEO transition cash costs, remeasurement of contingent
consideration, gain on settlement of acquired receivable and changes in
franchise tax reserves.
Non-GAAP Interest Expense is defined as GAAP interest expense, excluding
accretion of contingent consideration, amortization or write-off of
issuance costs, discounts on convertible debt and interest on franchise
tax reserves, plus the reclassification of the current period benefit
(cost) of the interest rate swaps from gain (loss) on interest rate
swaps.
Cash Taxes are defined as GAAP current income tax expense excluding
changes in reserves for unrecognized tax benefits.
Non-GAAP Diluted Weighted Average Shares Outstanding is defined as GAAP
diluted weighted average shares outstanding except for periods of a GAAP
loss. In periods of a GAAP loss, GAAP diluted weighted average shares
outstanding are adjusted to include dilutive common share equivalents
outstanding that were excluded from GAAP diluted weighted average shares
outstanding because the Company had a loss and therefore these shares
would have been anti-dilutive.
The Company's management evaluates and makes decisions about its
business operations primarily based on Non-GAAP financial information.
Management uses Non-GAAP financial measures as the basis for
decision-making as they exclude items management does not consider to be
“core costs” or “core proceeds”. For each Non-GAAP financial measure,
the adjustment provides management with information about the Company's
underlying operating performance that enables a more meaningful
comparison to its historical and projected financial performance in
different reporting periods. For example, since the Company does not
acquire businesses on a predictable cycle, management excludes the
amortization of intangible assets, transaction, transition and
integration costs, retention earn-outs payable to former shareholders of
acquired businesses, earnout settlements, CEO transition cash costs,
remeasurement of contingent consideration, TiVo Acquisition litigation,
and gain on settlement of acquired receivables from its Non-GAAP
financial measures in order to make more consistent and meaningful
evaluations of the Company's operating expenses as these items may be
significantly impacted by the timing and magnitude of acquisitions.
Management also excludes the effect of restructuring and asset
impairment charges, goodwill impairment, expenses in connection with the
extinguishment or modification of debt, gain on the settlement of
acquired receivable, additional depreciation resulting from facility
rationalization actions, other-than-temporary impairment losses on
strategic investments, gains on the sale of strategic investments and
changes in franchise tax reserves. Management excludes the impact of
equity-based compensation to provide meaningful supplemental information
that allows investors greater visibility to the underlying performance
of our business operations, facilitates comparison of our results with
other periods, and may facilitate comparison with the results of other
companies in our industry, as well as to provide the Company’s
management with an important tool for financial and operational
decision-making and for evaluating the Company’s performance over
different periods of time. Due to varying valuation techniques, reliance
on subjective assumptions and the variety of award types and features
that may be in use, we believe that providing Non-GAAP financial
measures excluding equity-based compensation allows investors to make
more meaningful comparisons between our operating results and those of
other companies. Management excludes the accretion of contingent
consideration, amortization or write-off of note issuance costs and
discounts on convertible debt and mark-to-market adjustments for
interest rate swaps when management evaluates the Company's expenses.
Management reclassifies the current period benefit (cost) of the
interest rate swaps from gain (loss) on interest rate swaps to interest
expense in order for Non-GAAP Interest Expense to reflect the effects of
the interest rate swaps as these interest rate swaps were entered into
to control the effective interest rate the Company pays on its debt.
Management uses these Non-GAAP financial measures to help it make
decisions, including decisions that affect operating expenses and
operating margin. Management believes that making Non-GAAP financial
information available to investors, in addition to GAAP financial
information, may facilitate more consistent comparisons between the
Company's performance over time with the performance of other companies
in our industry, which may use similar financial measures to supplement
their GAAP financial information.
Management recognizes that these Non-GAAP financial measures have
limitations as analytical tools, including the fact that management must
exercise judgment in determining which types of items to exclude from
the Non-GAAP financial information. In addition, as other companies,
including companies similar to TiVo Corporation, may calculate their
Non-GAAP financial measures differently than the Company calculates its
Non-GAAP financial measures, these Non-GAAP financial measures may have
limited usefulness to investors when comparing financial performance
among companies. Management believes, however, that providing Non-GAAP
financial information, in addition to GAAP financial information,
facilitates consistent comparison of the Company's financial performance
over time. The Company provides Non-GAAP financial information to the
investment community, not as an alternative, but as an important
supplement to GAAP financial information; to enable investors to
evaluate the Company's core operating performance in the same way that
management does. Reconciliations for each Non-GAAP financial measure to
its most directly comparable GAAP financial measure are provided in the
tables below.
About TiVo Corporation
TiVo (NASDAQ: TIVO) is a global leader in entertainment technology and
audience insights. From the interactive program guide to the DVR, TiVo
delivers innovative products and licensable technologies that
revolutionize how people find content across a changing media landscape.
TiVo enables the world’s leading media and entertainment providers to
deliver the ultimate entertainment experience. Explore the next
generation of entertainment at tivo.com, forward.tivo.com or follow us
on Twitter @tivo or @tivoforbusiness.
Forward Looking Statements
This release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These statements
relate to, among other things, future growth and success of the
Company’s Product and IP Licensing businesses, the timing of results and
the Company’s exploration of strategic alternatives, as well as future
business strategies, future product offerings and deployments, and
technology and intellectual property licenses with various customers.
These forward-looking statements are based on TiVo’s current
expectations, estimates and projections about its business and industry,
management’s beliefs and certain assumptions made by the company, all of
which are subject to change. Forward-looking statements generally can be
identified by the use of forward-looking terminology such as, “future”,
"believe," "expect," "may," "will," "intend," "estimate," "continue," or
similar expressions or the negative of those terms or expressions. Such
statements involve risks and uncertainties, which could cause actual
results to vary materially from those expressed in or indicated by the
forward-looking statements. Factors that may cause actual results to
differ materially include delays, whether inside or outside the
Company’s control, in the Company’s exploration of its strategic
alternatives, delays in development, the failure to deliver competitive
service offerings and lack of market acceptance of any offerings
delivered, as well as the other potential factors described under "Risk
Factors" included in Annual Report on Form 10-K for the year ended
December 31, 2018 and other documents of TiVo Corporation on file with
the Securities and Exchange Commission (available at www.sec.gov).
TiVo cautions you not to place undue reliance on forward-looking
statements, which reflect an analysis only and speak only as of the date
hereof. TiVo assumes no obligation to update any forward-looking
statements in order to reflect events or circumstances that may arise
after the date of this release, except as required by law.
|
|
|
TIVO CORPORATION AND SUBSIDIARIES
|
|
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|
(In thousands, except per share amounts)
|
|
(Unaudited)
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
Revenues, net:
|
|
|
|
|
|
|
|
|
|
Licensing, services and software
|
|
$
|
164,635
|
|
|
$
|
206,542
|
|
|
$
|
681,130
|
|
|
$
|
784,087
|
|
|
Hardware
|
|
3,824
|
|
|
7,694
|
|
|
14,735
|
|
|
42,369
|
|
|
Total Revenues, net
|
|
168,459
|
|
|
214,236
|
|
|
695,865
|
|
|
826,456
|
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
Cost of licensing, services and software revenues, excluding
depreciation and amortization of intangible assets
|
|
42,602
|
|
|
43,314
|
|
|
169,149
|
|
|
167,712
|
|
|
Cost of hardware revenues, excluding depreciation and amortization
of intangible assets
|
|
5,231
|
|
|
10,822
|
|
|
19,491
|
|
|
46,699
|
|
|
Research and development
|
|
43,391
|
|
|
49,996
|
|
|
177,285
|
|
|
194,382
|
|
|
Selling, general and administrative
|
|
47,141
|
|
|
57,903
|
|
|
181,047
|
|
|
205,024
|
|
|
Depreciation
|
|
5,212
|
|
|
6,275
|
|
|
21,464
|
|
|
22,144
|
|
|
Amortization of intangible assets
|
|
27,873
|
|
|
41,557
|
|
|
147,336
|
|
|
166,657
|
|
|
Restructuring and asset impairment charges
|
|
1,493
|
|
|
1,425
|
|
|
10,061
|
|
|
19,048
|
|
|
Goodwill impairment
|
|
269,000
|
|
|
—
|
|
|
269,000
|
|
|
—
|
|
|
Total costs and expenses
|
|
441,943
|
|
|
211,292
|
|
|
994,833
|
|
|
821,666
|
|
|
Operating (loss) income
|
|
(273,484
|
)
|
|
2,944
|
|
|
(298,968
|
)
|
|
4,790
|
|
|
Interest expense
|
|
(12,909
|
)
|
|
(10,929
|
)
|
|
(49,150
|
)
|
|
(42,756
|
)
|
|
Interest income and other, net
|
|
2,711
|
|
|
(904
|
)
|
|
5,682
|
|
|
2,915
|
|
|
(Loss) gain on interest rate swaps
|
|
(3,760
|
)
|
|
3,233
|
|
|
3,425
|
|
|
1,859
|
|
|
TiVo Acquisition litigation
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,006
|
)
|
|
Loss on debt extinguishment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(108
|
)
|
|
Loss on debt modification
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(929
|
)
|
|
Loss from continuing operations before income taxes
|
|
(287,442
|
)
|
|
(5,656
|
)
|
|
(339,011
|
)
|
|
(48,235
|
)
|
|
Income tax expense (benefit)
|
|
747
|
|
|
(24,095
|
)
|
|
14,052
|
|
|
(10,279
|
)
|
|
(Loss) income from continuing operations, net of tax
|
|
(288,189
|
)
|
|
18,439
|
|
|
(353,063
|
)
|
|
(37,956
|
)
|
|
(Loss) income from discontinued operations, net of tax
|
|
(23
|
)
|
|
—
|
|
|
3,715
|
|
|
—
|
|
|
Net (loss) income
|
|
$
|
(288,212
|
)
|
|
$
|
18,439
|
|
|
$
|
(349,348
|
)
|
|
$
|
(37,956
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Basic (loss) earnings per share:
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
(2.33
|
)
|
|
$
|
0.15
|
|
|
$
|
(2.87
|
)
|
|
$
|
(0.32
|
)
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
0.03
|
|
|
—
|
|
|
Basic (loss) earnings per share
|
|
$
|
(2.33
|
)
|
|
$
|
0.15
|
|
|
$
|
(2.84
|
)
|
|
$
|
(0.32
|
)
|
|
Weighted average shares used in computing basic per share amounts
|
|
123,802
|
|
|
121,427
|
|
|
123,020
|
|
|
120,355
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted (loss) earnings per share:
|
|
|
|
|
|
|
|
|
|
Continuing operations
|
|
$
|
(2.33
|
)
|
|
$
|
0.15
|
|
|
$
|
(2.87
|
)
|
|
$
|
(0.32
|
)
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
0.03
|
|
|
—
|
|
|
Diluted (loss) earnings per share
|
|
$
|
(2.33
|
)
|
|
$
|
0.15
|
|
|
$
|
(2.84
|
)
|
|
$
|
(0.32
|
)
|
|
Weighted average shares used in computing diluted per share amounts
|
|
123,802
|
|
|
122,362
|
|
|
123,020
|
|
|
120,355
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends declared per share
|
|
$
|
0.18
|
|
|
$
|
0.18
|
|
|
$
|
0.72
|
|
|
$
|
0.72
|
|
|
|
|
See notes to the Consolidated Financial Statements in our Annual
Report on Form 10-K.
|
|
|
|
|
|
TIVO CORPORATION AND SUBSIDIARIES
|
|
CONSOLIDATED BALANCE SHEETS
|
|
(In thousands)
|
|
|
|
|
|
December 31, 2018
|
|
December 31, 2017
|
|
ASSETS
|
|
(Unaudited)
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
161,955
|
|
|
$
|
128,965
|
|
|
Short-term marketable securities
|
|
158,956
|
|
|
140,866
|
|
|
Accounts receivable, net
|
|
152,866
|
|
|
180,768
|
|
|
Inventory
|
|
7,449
|
|
|
11,581
|
|
|
Prepaid expenses and other current assets
|
|
30,806
|
|
|
34,751
|
|
|
Total current assets
|
|
512,032
|
|
|
496,931
|
|
|
Long-term marketable securities
|
|
73,207
|
|
|
82,711
|
|
|
Property and equipment, net
|
|
53,586
|
|
|
55,244
|
|
|
Intangible assets, net
|
|
513,770
|
|
|
643,924
|
|
|
Goodwill
|
|
1,544,343
|
|
|
1,813,227
|
|
|
Other long-term assets
|
|
63,365
|
|
|
71,641
|
|
|
Total assets
|
|
$
|
2,760,303
|
|
|
$
|
3,163,678
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
$
|
104,981
|
|
|
$
|
135,852
|
|
|
Unearned revenue
|
|
46,072
|
|
|
55,393
|
|
|
Current portion of long-term debt
|
|
373,361
|
|
|
7,000
|
|
|
Total current liabilities
|
|
524,414
|
|
|
198,245
|
|
|
Taxes payable, less current portion
|
|
5,156
|
|
|
3,947
|
|
|
Unearned revenue, less current portion
|
|
54,495
|
|
|
58,283
|
|
|
Long-term debt, less current portion
|
|
618,776
|
|
|
976,095
|
|
|
Deferred tax liabilities, net
|
|
45,030
|
|
|
50,356
|
|
|
Other long-term liabilities
|
|
19,491
|
|
|
23,736
|
|
|
Total liabilities
|
|
1,267,362
|
|
|
1,310,662
|
|
|
Stockholders' equity:
|
|
|
|
|
|
Preferred stock
|
|
—
|
|
|
—
|
|
|
Common stock
|
|
126
|
|
|
123
|
|
|
Treasury stock
|
|
(32,124
|
)
|
|
(24,740
|
)
|
|
Additional paid-in capital
|
|
3,239,395
|
|
|
3,273,022
|
|
|
Accumulated other comprehensive loss
|
|
(3,869
|
)
|
|
(2,738
|
)
|
|
Accumulated deficit
|
|
(1,710,587
|
)
|
|
(1,392,651
|
)
|
|
Total stockholders’ equity
|
|
1,492,941
|
|
|
1,853,016
|
|
|
Total liabilities and stockholders’ equity
|
|
$
|
2,760,303
|
|
|
$
|
3,163,678
|
|
|
|
|
See notes to the Consolidated Financial Statements in our Annual
Report on Form 10-K.
|
|
|
|
|
|
|
|
|
|
TIVO CORPORATION AND SUBSIDIARIES
|
|
REVENUE AND SEGMENT DETAILS
|
|
(In thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
Total Revenues, net
|
|
$
|
168,459
|
|
|
$
|
214,236
|
|
|
$
|
695,865
|
|
|
$
|
826,456
|
|
|
Legacy TiVo Solutions IP Licenses
|
|
—
|
|
|
(25,847
|
)
|
|
(20,063
|
)
|
|
(97,136
|
)
|
|
Hardware
|
|
(3,824
|
)
|
|
(7,694
|
)
|
|
(14,735
|
)
|
|
(42,369
|
)
|
|
Other Products
|
|
(3,660
|
)
|
|
(689
|
)
|
|
(8,667
|
)
|
|
(4,548
|
)
|
|
Core Revenue (excludes revenue from Legacy TiVo Solutions IP
Licenses, Hardware and Other Products)
|
|
$
|
160,975
|
|
|
$
|
180,006
|
|
|
$
|
652,400
|
|
|
$
|
682,403
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
Product Revenue
|
|
|
|
|
|
|
|
|
|
Platform Solutions
|
|
$
|
74,519
|
|
|
$
|
80,606
|
|
|
$
|
315,814
|
|
|
$
|
334,004
|
|
|
Software and Services
|
|
18,300
|
|
|
19,225
|
|
|
76,249
|
|
|
84,964
|
|
|
Other
|
|
3,660
|
|
|
689
|
|
|
8,667
|
|
|
4,548
|
|
|
Total Product Revenue, net
|
|
96,479
|
|
|
100,520
|
|
|
400,730
|
|
|
423,516
|
|
|
|
|
|
|
|
|
|
|
|
|
IP Licensing Revenue
|
|
|
|
|
|
|
|
|
|
US Pay TV Providers
|
|
42,348
|
|
|
83,608
|
|
|
185,954
|
|
|
278,973
|
|
|
CE Manufacturers
|
|
8,890
|
|
|
12,923
|
|
|
35,644
|
|
|
51,219
|
|
|
New Media, International Pay TV Providers and Other
|
|
20,742
|
|
|
17,185
|
|
|
73,537
|
|
|
72,748
|
|
|
Total IP Licensing Revenue, net
|
|
71,980
|
|
|
113,716
|
|
|
295,135
|
|
|
402,940
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Revenues, net
|
|
$
|
168,459
|
|
|
$
|
214,236
|
|
|
$
|
695,865
|
|
|
$
|
826,456
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
Total Product Revenue, net
|
|
$
|
96,479
|
|
|
$
|
100,520
|
|
|
$
|
400,730
|
|
|
$
|
423,516
|
|
|
Hardware
|
|
(3,824
|
)
|
|
(7,694
|
)
|
|
(14,735
|
)
|
|
(42,369
|
)
|
|
Other Products
|
|
(3,660
|
)
|
|
(689
|
)
|
|
(8,667
|
)
|
|
(4,548
|
)
|
|
Core Product Revenue (excludes revenue from Hardware and Other
Products)
|
|
$
|
88,995
|
|
|
$
|
92,137
|
|
|
$
|
377,328
|
|
|
$
|
376,599
|
|
|
|
|
|
|
|
|
|
|
|
|
Total IP Licensing Revenue, net
|
|
$
|
71,980
|
|
|
$
|
113,716
|
|
|
$
|
295,135
|
|
|
$
|
402,940
|
|
|
Legacy TiVo Solutions IP Licenses
|
|
—
|
|
|
(25,847
|
)
|
|
(20,063
|
)
|
|
(97,136
|
)
|
|
Core Intellectual Property Licensing Revenue (excludes revenue from
Legacy TiVo Solutions IP Licenses)
|
|
$
|
71,980
|
|
|
$
|
87,869
|
|
|
$
|
275,072
|
|
|
$
|
305,804
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
Adjusted EBITDA:
|
|
|
|
|
|
|
|
|
|
Product
|
|
$
|
13,039
|
|
|
$
|
3,727
|
|
|
$
|
67,010
|
|
|
$
|
46,409
|
|
|
IP Licensing
|
|
46,238
|
|
|
85,904
|
|
|
195,603
|
|
|
305,881
|
|
|
Corporate
|
|
(17,136
|
)
|
|
(15,064
|
)
|
|
(62,521
|
)
|
|
(62,148
|
)
|
|
Adjusted EBITDA
|
|
$
|
42,141
|
|
|
$
|
74,567
|
|
|
$
|
200,092
|
|
|
$
|
290,142
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
TIVO CORPORATION AND SUBSIDIARIES
|
|
RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL INFORMATION
|
|
(In thousands)
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP loss before income taxes from continuing operations
|
|
$
|
(287,442
|
)
|
|
$
|
(5,656
|
)
|
|
$
|
(339,011
|
)
|
|
$
|
(48,235
|
)
|
|
Amortization of intangible assets
|
|
|
27,873
|
|
|
|
41,557
|
|
|
|
147,336
|
|
|
|
166,657
|
|
|
Restructuring and asset impairment charges
|
|
|
1,493
|
|
|
|
1,425
|
|
|
|
10,061
|
|
|
|
19,048
|
|
|
Goodwill impairment
|
|
|
269,000
|
|
|
|
—
|
|
|
|
269,000
|
|
|
|
—
|
|
|
Equity-based compensation
|
|
|
11,553
|
|
|
|
13,780
|
|
|
|
39,779
|
|
|
|
52,561
|
|
|
Transaction, transition and integration costs
|
|
|
494
|
|
|
|
4,663
|
|
|
|
9,797
|
|
|
|
20,364
|
|
|
Earnout amortization
|
|
|
—
|
|
|
|
958
|
|
|
|
1,494
|
|
|
|
3,833
|
|
|
CEO transition cash costs
|
|
|
—
|
|
|
|
4,305
|
|
|
|
(975
|
)
|
|
|
4,305
|
|
|
Remeasurement of contingent consideration
|
|
|
—
|
|
|
|
(1,340
|
)
|
|
|
1,104
|
|
|
|
(1,023
|
)
|
|
TiVo Acquisition litigation
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
14,006
|
|
|
Loss on debt extinguishment
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
108
|
|
|
Loss on debt modification
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
929
|
|
|
Gain on settlement of acquired receivable
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(2,537
|
)
|
|
Accelerated depreciation
|
|
|
—
|
|
|
|
639
|
|
|
|
—
|
|
|
|
1,491
|
|
|
Other-than-temporary impairment of strategic investment
|
|
|
—
|
|
|
|
1,210
|
|
|
|
—
|
|
|
|
1,210
|
|
|
Gain on sale of strategic investments
|
|
|
(145
|
)
|
|
|
—
|
|
|
|
(662
|
)
|
|
|
(3,143
|
)
|
|
Accretion of contingent consideration
|
|
|
—
|
|
|
|
123
|
|
|
|
235
|
|
|
|
634
|
|
|
Amortization of note issuance costs
|
|
|
591
|
|
|
|
548
|
|
|
|
2,300
|
|
|
|
2,136
|
|
|
Amortization of convertible note discount
|
|
|
3,369
|
|
|
|
3,217
|
|
|
|
13,246
|
|
|
|
12,645
|
|
|
Mark-to-market loss related to interest rate swaps
|
|
|
3,365
|
|
|
|
(5,120
|
)
|
|
|
(6,848
|
)
|
|
|
(10,215
|
)
|
|
Non-GAAP Pre-tax Income
|
|
$
|
30,151
|
|
|
$
|
60,309
|
|
|
$
|
146,856
|
|
|
$
|
234,774
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Diluted weighted average shares outstanding
|
|
|
123,802
|
|
|
|
122,362
|
|
|
|
123,020
|
|
|
|
120,355
|
|
|
Dilutive effect of equity-based compensation awards
|
|
|
536
|
|
|
|
—
|
|
|
|
575
|
|
|
|
1,039
|
|
|
Non-GAAP Diluted Weighted Average Shares Outstanding
|
|
|
124,338
|
|
|
|
122,362
|
|
|
|
123,595
|
|
|
|
121,394
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Cost of licensing, services and software revenues, excluding
depreciation and amortization of intangible assets
|
|
$
|
42,602
|
|
|
$
|
43,314
|
|
|
$
|
169,149
|
|
|
$
|
167,712
|
|
|
Equity-based compensation
|
|
|
(1,295
|
)
|
|
|
(1,244
|
)
|
|
|
(4,558
|
)
|
|
|
(4,504
|
)
|
|
Transaction, transition and integration costs
|
|
|
(315
|
)
|
|
|
(163
|
)
|
|
|
(373
|
)
|
|
|
(530
|
)
|
|
Non-GAAP Cost of Licensing, Services and Software Revenues
|
|
$
|
40,992
|
|
|
$
|
41,907
|
|
|
$
|
164,218
|
|
|
$
|
162,678
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Cost of hardware revenues, excluding depreciation and
amortization of intangible assets
|
|
$
|
5,231
|
|
|
$
|
10,822
|
|
|
$
|
19,491
|
|
|
$
|
46,699
|
|
|
Transaction, transition and integration costs
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(1,021
|
)
|
|
Non-GAAP Cost of Hardware Revenues
|
|
$
|
5,231
|
|
|
$
|
10,822
|
|
|
$
|
19,491
|
|
|
$
|
45,678
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Research and development expenses
|
|
$
|
43,391
|
|
|
$
|
49,996
|
|
|
$
|
177,285
|
|
|
$
|
194,382
|
|
|
Equity-based compensation
|
|
|
(4,029
|
)
|
|
|
(3,912
|
)
|
|
|
(13,986
|
)
|
|
|
(16,771
|
)
|
|
Transaction, transition and integration costs
|
|
|
(178
|
)
|
|
|
(1,029
|
)
|
|
|
(1,613
|
)
|
|
|
(4,474
|
)
|
|
Earnout amortization
|
|
|
—
|
|
|
|
(184
|
)
|
|
|
(287
|
)
|
|
|
(736
|
)
|
|
GAAP Research and development expenses
|
|
$
|
39,184
|
|
|
$
|
44,871
|
|
|
$
|
161,399
|
|
|
$
|
172,401
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Selling, general and administrative expenses
|
|
$
|
47,141
|
|
|
$
|
57,903
|
|
|
$
|
181,047
|
|
|
$
|
205,024
|
|
|
Equity-based compensation
|
|
|
(6,229
|
)
|
|
|
(8,624
|
)
|
|
|
(21,235
|
)
|
|
|
(31,286
|
)
|
|
Transaction, transition and integration costs
|
|
|
(1
|
)
|
|
|
(3,471
|
)
|
|
|
(7,811
|
)
|
|
|
(14,339
|
)
|
|
Earnout amortization
|
|
|
—
|
|
|
|
(774
|
)
|
|
|
(1,207
|
)
|
|
|
(3,097
|
)
|
|
CEO transition cash costs
|
|
|
—
|
|
|
|
(4,305
|
)
|
|
|
975
|
|
|
|
(4,305
|
)
|
|
Remeasurement of contingent consideration
|
|
|
—
|
|
|
|
1,340
|
|
|
|
(1,104
|
)
|
|
|
1,023
|
|
|
Gain on settlement of acquired receivable
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,537
|
|
|
Non-GAAP Selling, General and Administrative Expenses
|
|
$
|
40,911
|
|
|
$
|
42,069
|
|
|
$
|
150,665
|
|
|
$
|
155,557
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Total operating costs and expenses
|
|
$
|
441,943
|
|
|
$
|
211,292
|
|
|
$
|
994,833
|
|
|
$
|
821,666
|
|
|
Goodwill impairment
|
|
|
(269,000
|
)
|
|
|
—
|
|
|
|
(269,000
|
)
|
|
|
—
|
|
|
Non-GAAP Total OpEx Excluding Goodwill Impairment
|
|
$
|
172,943
|
|
|
$
|
211,292
|
|
|
$
|
725,833
|
|
|
$
|
821,666
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Total operating costs and expenses
|
|
$
|
441,943
|
|
|
$
|
211,292
|
|
|
$
|
994,833
|
|
|
$
|
821,666
|
|
|
Depreciation
|
|
|
(5,212
|
)
|
|
|
(6,275
|
)
|
|
|
(21,464
|
)
|
|
|
(22,144
|
)
|
|
Amortization of intangible assets
|
|
|
(27,873
|
)
|
|
|
(41,557
|
)
|
|
|
(147,336
|
)
|
|
|
(166,657
|
)
|
|
Restructuring and asset impairment charges
|
|
|
(1,493
|
)
|
|
|
(1,425
|
)
|
|
|
(10,061
|
)
|
|
|
(19,048
|
)
|
|
Goodwill impairment
|
|
|
(269,000
|
)
|
|
|
—
|
|
|
|
(269,000
|
)
|
|
|
—
|
|
|
Equity-based compensation
|
|
|
(11,553
|
)
|
|
|
(13,780
|
)
|
|
|
(39,779
|
)
|
|
|
(52,561
|
)
|
|
Transaction, transition and integration costs
|
|
|
(494
|
)
|
|
|
(4,663
|
)
|
|
|
(9,797
|
)
|
|
|
(20,364
|
)
|
|
Earnout amortization
|
|
|
—
|
|
|
|
(958
|
)
|
|
|
(1,494
|
)
|
|
|
(3,833
|
)
|
|
CEO transition cash costs
|
|
|
—
|
|
|
|
(4,305
|
)
|
|
|
975
|
|
|
|
(4,305
|
)
|
|
Remeasurement of contingent consideration
|
|
|
—
|
|
|
|
1,340
|
|
|
|
(1,104
|
)
|
|
|
1,023
|
|
|
Gain on settlement of acquired receivable
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,537
|
|
|
Non-GAAP Total COGS and OpEx
|
|
$
|
126,318
|
|
|
$
|
139,669
|
|
|
$
|
495,773
|
|
|
$
|
536,314
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Operating (loss) income
|
|
$
|
(273,484
|
)
|
|
$
|
2,944
|
|
|
$
|
(298,968
|
)
|
|
$
|
4,790
|
|
|
Depreciation
|
|
|
5,212
|
|
|
|
6,275
|
|
|
|
21,464
|
|
|
|
22,144
|
|
|
Amortization of intangible assets
|
|
|
27,873
|
|
|
|
41,557
|
|
|
|
147,336
|
|
|
|
166,657
|
|
|
Restructuring and asset impairment charges
|
|
|
1,493
|
|
|
|
1,425
|
|
|
|
10,061
|
|
|
|
19,048
|
|
|
Goodwill impairment
|
|
|
269,000
|
|
|
|
—
|
|
|
|
269,000
|
|
|
|
—
|
|
|
Equity-based compensation
|
|
|
11,553
|
|
|
|
13,780
|
|
|
|
39,779
|
|
|
|
52,561
|
|
|
Transaction, transition and integration costs
|
|
|
494
|
|
|
|
4,663
|
|
|
|
9,797
|
|
|
|
20,364
|
|
|
Earnout amortization
|
|
|
—
|
|
|
|
958
|
|
|
|
1,494
|
|
|
|
3,833
|
|
|
CEO transition cash costs
|
|
|
—
|
|
|
|
4,305
|
|
|
|
(975
|
)
|
|
|
4,305
|
|
|
Remeasurement of contingent consideration
|
|
|
—
|
|
|
|
(1,340
|
)
|
|
|
1,104
|
|
|
|
(1,023
|
)
|
|
Gain on settlement of acquired receivable
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
(2,537
|
)
|
|
Adjusted EBITDA
|
|
$
|
42,141
|
|
|
$
|
74,567
|
|
|
$
|
200,092
|
|
|
$
|
290,142
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended December 31,
|
|
Year Ended December 31,
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
GAAP Interest expense
|
|
$
|
(12,909
|
)
|
|
$
|
(10,929
|
)
|
|
$
|
(49,150
|
)
|
|
$
|
(42,756
|
)
|
|
Accretion of contingent consideration
|
|
|
—
|
|
|
|
123
|
|
|
|
235
|
|
|
|
634
|
|
|
Amortization of note issuance costs
|
|
|
591
|
|
|
|
548
|
|
|
|
2,300
|
|
|
|
2,136
|
|
|
Amortization of convertible note discount
|
|
|
3,369
|
|
|
|
3,217
|
|
|
|
13,246
|
|
|
|
12,645
|
|
|
Reclassify current period cost of interest rate swaps
|
|
|
(396
|
)
|
|
|
(1,886
|
)
|
|
|
(3,423
|
)
|
|
|
(8,356
|
)
|
|
Non-GAAP Interest Expense
|
|
$
|
(9,345
|
)
|
|
$
|
(8,927
|
)
|
|
$
|
(36,792
|
)
|
|
$
|
(35,697
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|

View source version on businesswire.com: https://www.businesswire.com/news/home/20190226006114/en/
Investor Relations
Debi Palmer
TiVo
Corporation
+1 818-295-6651
[email protected]
Press Relations
Lerin O'Neill
TiVo
Corporation
+1 408-562-8455
[email protected]
Source: TiVo Corporation